True Perfection
by shrapnil77
Summary: A/U Saiyans have conquored Earth, but Cell and Dr. Gero have appeared from an alternate timeline. Some characters are slightly OOC.
1. Panacea

Author's note: I don't own jack shit. Please don't sue.

Notes: This is an AU fic. If you wanna see how so, read it. Bonus points if you can figure out which island Dr. Gero's lab is on.

Ch. 1: Panacea

The Saiyan guard screamed for the first time in his life. Also the last. His voice fell silent as his body liquefied from the inside out and was drunk into the pulsating tail. First-level Cell shut his eyes in ecstasy as he felt the Saiyan's strength being added to his own. His hand closed on the door to the third-class barracks, and he slowly eased it open. The Saiyan warriors inside glanced up, just to see who had come off-duty. It wasn't who they thought.

The moment froze, Cell relishing every microsecond. The Saiyans had no chance against him, he knew that. He had drunk many of their kind over the past year, and was stronger than he had ever been. A smirk split his orange lips. The he struck.

Energy blasts sped over his head as he ducked low and charged. Catching a large male in the midriff, he grabbed the brown tail and spun him around by it, causing him to bellow in pain and become a living shield for his attacker. The shots stopped abruptly as his fellows tried to maneuver, but Cell quickly made their concern for their comrade academic. Impailing him with his spiked tail, he sucked down his bioessence. The others were stunned for a split second as they saw their friend wither and die, his empty clothes collapsing on the floor.

The opening was all Cell needed. Moving like lightning, he dragged a female down on top of himself, the drained her too. The room was devastated as the Saiyans laid waste to everything around them, trying to get at their implacable attacker. In five minutes, it was all over.

Since the destruction of the time machine over a year ago, Cell had grown far stronger than any third-class Saiyan. Those that had sought to stop his invasion had been fighting a losing battle, and now it was over. Scores of empty uniforms littered the shattered floor, and Cell could feel power coursing through his veins like never before. In those seven minutes, he had devoured more Saiyans than all times previous.

His head snapped up as the alarms came on. Quickly hiding his power, Cell slid under one of the cots and tore the ventilation system open. he clambered in and began to make his way toward the outside.

It was a cloudy night. The moon had been destroyed by Piccolo years ago, and even the brightness of the Milky Way was only a faint smear of light. Cell smiled and made for the trees, stopping briefly to avoid the elite guards. He had hidden his power to the point that it seemed negligible; they would think he was vermin, unless that actually saw him. While he would be able to destroy them, it wasn't worth the risk- he didn't know how much damage his yet-imperfect body could take. Reaching the trees, he lifted off. As soon as he was out of range of the Saiyan's detectors, he began to transmit to Android 20.

*Dr. Gero, Dr. Gero, can you hear me?* When no answer came, he shouted *Dr. GERO!!*

*Cell? Where are you?* Gero's voice came through, loud and clear. He must be close by. 

*I'm just leaving the Saiyan base... uh... L-51, I think.*

*Haha. Haha. HA. HAHA- HAHA- HA!* Gero's voice split into Cell's brain. *What have you done? This is flawless. Return to the lab at once, I want to see you.* The mental link closed.

Cell was shocked. *How could Dr. Gero be at the lab? I heard him like he was five miles away. Must be a clear night.* A little voice laughed inside him. *No, he isn't. Those Saiyans you drank- you've grown strong. Now, if he's found Android 17, then we can really get going. Power- true power- beyond our wildest dreams. And that's only the beginning.*

*Who are you?*

*Me? Nothing yet. I'll be quiet now. I'll speak up again when you reach Android 17. But louder. Catch you on the flipside.*

Chinstrap penguins scattered as Cell landed on the island where Dr. Gero's final lab was hidden. He looked up at the sulfurous clouds drifting out of the tops of the mountain and took a deep breath. *There's no place like home.*

Lifting up a four-ton slab of ice near the rocky shore, Cell grabbed the hidden catch to open the lab. The ground burst open as the seal on the vacuum in the shaft was broken, sucking Cell into the hole and the slab of ice back on top of the gap. Cell accelerated downwards, feeling the exhilaration as he picked up speed. Finally seeing the end on the tunnel, he slowed slowed down and and touched lightly on the ground. The door hissed open in front of him.

There, as ever, was Android 20, AKA Dr. Gero. He was typing away, just as 17 had said. BUT he wasn't making anything new, not yet. "You know the procedure, Cell. Step into the bioreader." He motioned to the telephone-booth like device standing in one corner as he flipped on the display for it.

Cell groaned and complied. "So, doctor, how goes it? Have you succeeded in finding the others?"

"No, but I have- excellent- " he grinned as the counter began to climb "- finally put some pieces together. My alternate self for this timeline is, indeed, dead. He was probably killed by that infernal Android 17- I don't know what I was thinking when I modified the twins- but according to the status readers, they were deactivated, but not destroyed. I have an approximate location, but they will take some time to find, as they give off no readings. As soon as I find them, you can ascend. My self here had almost completed androids 16 and 19- I'll have them functional soon. Then, we may be able to take the earth from these 'Saiyans.'" The counter beeped to indicate that it was done. Gero glanced at it, jumped, and stared. "Holy- Cell- YOU'VE DONE IT! YOU'VE ASCENDED TWO DIDGETS! HOW MANY SAIYANS YOU MUST HAVE DRUNK- THIS IS INCREDIBLE! WHEEEEE-HEHEHEHEHE!"

Cell stared at the deranged old man as he stepped out of the reader. Never had the doctor displayed this much emotion before- he was dancing around, waving his puffy sleeves in happiness. "What's the big deal?"

Gero suddenly snapped out of it and looked very serious. "Hm. Sorry, got a little carried away there. My point is, you've grown powerful- how should I put this- you've grown, in your first form, as powerful as I predicted your second form would be. You realize what this means, don't you? When you ascend to the next level, you'll be incredible. And think what that incredible being will be like when it's perfected. Hmmm." He shut his eyes. "Ecstasy. We will rule this planet. Even Super Saiyans won't be able to oppose us. You, the ultimate being, and I, your creator. But there are still a few problems to work out." One eye snapped open and burned into Cell's mind with it's withering glare "But there's still a few problems to work out. The Z fighters can't all be dead, even if the Saiyans have enslaved this planet. And how is it that nearly EVERY version of yourself that achieved perfection by time travel was destroyed by Gohan as a Super Saiyan? The perfect being should be stronger than that." Cell opened his mouth to speak, but Gero held up his hand. "Never mind. If you have a fault, the error is mine. I'll rectify it somehow. Anyway. Android 16 should be online in 141 hours, a 19 will follow him closely."

"Doctor? What's the plan for tomorrow?"

"I will leave in a few hours to see if I can find 17 and 18. I've got them within a ten-mile radius from their last status update, I should get them soon. You will go out and attempt to find one of the Z fighters."

"Search and destroy?"

"NO! They may not even know of you here. Avoid hostilities, attempt to make an alliance. I want to know what the Saiyans haven't cleared the planet yet."

"They do keep the humans as slaves."

Dr. Gero grimaced. "Yes. But I know for a fact that the Saiyans ment to exterminate the indigionus population. Given the resale value of planets, those plans are not subject to change. Yet the humans are still here. I want to know why."

Cell nodded and sat down in the corner. He didn't need to sleep, but Dr. Gero liked him to keep a vaguely human schedule. It made things simpler.

Next day Cell lifted off from the base. *Find the Z-senshi. But where do I start? The Saiyans won't help me, and they run everything. Powering up might attract one or two, assuming that there are any left, but it would bring Saiyans like ants. Better just suppress my power, keep my senses sharp and fly as fast as I can. Circle the globe a few dozen times and hope for the best.*

Three hours later, he was flying over the ghost town that had been East City. Capsule houses sat there, their owners dead or exported. The Saiyans hadn't even bothered to tear them down. Suddenly, in the corner of his mind, he felt ki.

A man dressed all in green was in a hand-to-hand battle with the largest Saiyan that Cell had ever seen. He had fists the size of the man's head, which he swung with incredible speed. Cell's database activated The man in green was Tien, his programmed instincts were sure of it. Incredibly, Tien had the upper hand in the fight, moving at speeds that even Cell had trouble keeping up with. The Saiyan was obviouly elite, from what Cell could sense, but he was losing.

As the two fighters began to pummel each other again, a green fist shot forward, impacting at the base of the Saiyan's neck. His head and body snapped back as his neck snapped forward with a sickening crack. His power failed, but he didn't fall. He had been caught by Cell's tail.

Tien watched in horror as his enemy shrivled in front of his eyes, finally vanishing into the green monster's tail. All three eyes narrowed as he struck a defensive pose. "What do you want, monster?"

"Monster?" *Monster- he doesn't recognize me! I must have never existed in this timeline- come to think of it, the Dr. Gero here must have died earlier, if 16 and 19 were incomplete.* "Tien?"

Tien's face strained, trying to mask his fear. "What are you, and how do you know my name?"

Cell smiled to himself. This would be too easy. "My name is Cell. I know a lot about you, and your friends, but I'm not sure how much of my information is accurate. You see, I'm from another place, another time."

"Alternate timeline? How did you get here?"

"Myself and my creator-" *GAFFE!* his mind screamed. But it was too late. *Time to brazen it out.* "were experimenting with a time machine that he had built, collecting data on alternate timelines. When we appeared in this one, some Saiyans attacked us. We killed them, but not before they destroyed the time machine. I was much weaker then." He closed his eyes, as if contemplating some tradgedy. "But the variable data went with the time machine. We're stranded in this time. Fortunately, the alternate self of my creator had left his home intact, so we were able to move in without the Saiyans noticing."

"Your... creator? You're what, a machine?"

"An android, or, more accuratly, a synthesiod. I'm an artifical biological being and can think for myself."

"Are you against the Saiyans?"

"What does it look like?"

Tien's eyes moved to the empty clothes below them. "Against them, I guess. What was that attack you used? It looked like you- drank him."

"I did. I absorbed his bioessence. It's a quick-dispatch ability I was made with; it destroys even the toughest enemies quickly and painlessly, and avoids the mess." *And empowes me, and sates my hunger for a little time- but what he doesn't know won't hurt him.* Cell grinned. "Are you against the Saiyans?"

"Sort of."

"'Sort of?' This isn't really something you can go halves on, is it?"

Tien shut his eyes. "I didn't think so either. It's a long story, and I don't think I can trust you." He gave Cell a once-over "You don't have that trustworthy look about you."

"I oppose the Saiyans. I have killed many of them. Did you hear about the slaughter at the third class barracks last night?" All three eyes widened.

"Empty clothes- was that you?"

Cell nodded.

"Over two hundred Saiyans were in there- how could you-"

"Technique. Pure technique. You saw that I can leave empty clothes like that. Is this story still one I can't hear?"

"No." Tien still looked slightly stunned. "OK, a few years ago, there was this battle, right?"

"Battle?"

"You know, with- No, you weren't here for that-" he rubbed his forehead. "Alright, let me start from the beginning. Five years ago, the brother of one of my ex-teamates came to earth. One of my then-enemies, Piccolo, killed him and the aforementioned ex-teamate. He sent for reinforcements." Cell listenened as Tien detailed the series of events that had led to the current situation: the defeat of Nappa, the Z-sensi's standoff with Vegeta. Goku's wavering loyalty that had forced them to strike a bargian with one Vegeta. Goku changing sides, and taking his family with him, followed by Vegeta calling in reinforcements frm Vegeta-sei, the Saiyan homeworld. Vegeta's not wanting them to destroy the palnet, and the remaining Z-fighters striking a deal. That they would let the Saiyans have the planet if they left the population alive, and that they wouldn't attack the Saiyans if the Saiyans didn't attack them. How Bulma had been captured, but had left Piccolo the Dragon Radar, which she never mentioned, even after marrying Vegeta.

"But what really cemented the situation was when Vegeta got his hands on one of the Dragonballs. We have the other six, but we can't use them without the seventh. Vegeta doesn't know what he has, but he knows that it's vital to us."

"So you adopted a live-and-let-live attitude to the conquored of Earth." *Doesn't sound like the warriors I know at all.*

Tien nodded sadly. "Yes. If we break our end of the deal, Vegeta would order genocide. If they break their end of the deal, we blitz them. We should never have let the situation degenerate like this, but Goku's defection really stunned us, especally after he gave his life to kill Raditz. He refused to let us get hurt, though, and helped broker the deal."

"How has the deal held up this long?"

"I don't know. Both sides are acting in the worst faith, and we'll both break our word if we think we can strike safely. But the balance is almost perfect, so neither side can get the upper hand- especally since they don't know where we hide. Our base of operations is shielded. We've been training since that happened, hoping to get an opening- but it's been five years, and still, nothing. But what can you do with immortality?"

Cell's ears pricked up. "Immortality?"

"Yes." Tien nodded sadly. "It was before Vegeta got one of the dragonballs- we had collected them all, but Vegeta sensed the power. We were forced to make a wish to keep them out of his hands. Nobody could think of anything, so Piccolo wished for us all to have immortality as a biological trait. No aging, no dying, though we can be killed. We gave Piccolo hell for that, but the next year, Vegeta got one of the dragonballs before we could. So, we're stuck with it."

*So. The Dragonballs cycle annually. Interesting predicament.* Cell smiled *Dr. Gero is going to eat this up. Both sides facing off, leaving us as the only unoccupied force on the planet. And with the new Androids coming on line, and me ascending as soon as he finds the old ones- we can RULE this planet.*

"Cell." Tien said suddenly. "You're powerful- maybe the most powerful in the world. Will you and your creator join us? We're all in this together."

Cell shook his head. "No. Judging from the situation, Dr. Gero would say no. We'll be informally on your side, but if we get tangled up with you, accusations will start flying. We can be the wild card and attack the Saiyans with impunity. You see, my creator has got some things lined up that's going to increase the power of our side dramatically."

"Dr. Gero- hang on- I've heard that name before!. Isn't he the one who built the two androids that Bulma remote deactivated?"

"This is an alternate-timeline version of him," Cell said as he mentally sweatdropped "he made those two. His army was destroyed by Goku a long time ago."

"I think it was destroyed here, too." *I wonder if I can trust him- I guess I have to. He's the only one that can break the deadlock. The maker of the Androids and the guy with the Red Ribbon Army, on our side. If this works...* "So the answer is no?"

"Let's say that it's no for now. When the time comes, it might change- where can I contact you?"

Tien pointed to a mountain. "See there? Fly to the top, and stop masking your ki. One of us will come and get you."

*Damn. Well, I suppose having sparring buddies couldn't hurt- although I'd better wait 'till I ascend. No point in training this soon-to-be-defunct body.* "I'll keep in touch."

Tien headed for the Lookout as Cell headed for Dr. Gero's lab. Both of them had something to report.


	2. All in Good Time

Chapter Two: All in Good Time

A royal table split under King Vegeta's fist. It was now eleven years since they had taken Earth, but the infrernal attacks that had begun seven years ago hadn't stopped. Nothing had deterred them, even though they had calmed down somewhat after the 3rd class massacre. They couldn't even get a picture of the attacker.

"Get me my son." He said to one of his courtiers. The toadie nodded, bowed, and hurried out. A minute later he returned with Crown Prince Vegeta.

"Yes, father?"

"Shut up. You know that planet that you captured, the one where you got your wife from? The one that you said would be SO EASY to control, even though you had to BARGAIN FOR IT?"

Vegeta glowered at his father. The king didn't understand the threat that his son had been under. Vegeta had no doubt that on that day, eleven years ago, he would have died if he hadn't taken the steps that he had. Kakarott's defection was the only thing that put him in a bargaining position at all. "Is this important? My wife is currently in considerable distress."

"You mean she's with another heir?" King Vegeta snorted "At least you've done something right."

His son bristled "I defeted Freeza! I became a Super Saiyan! I took a species for you, and THAT'S ALL YOU CAN FIND TO PRAISE?"

"You know that you saved our planet. However, these attacks have continued for seven years. If the human race is so easy to control, why does every update bring news of more deaths by this mysterious force?"

"Simple." Vegeta smirked. "It's not human. It's something else, it must be. No human could be so powerful yet undetectable. And since you are so adamant," he grinned wider, "I'm going to take the finest force I can assemble and hunt this thing down myself."

"What- you're going to risk your own life-"

"You wanted a solution, father. I will provide one." The sarcastic steel in his voice was obvious to all listeners.

"As you wish." *He's made his own bed. If he dies, his son will be my heir. Simple as that. Vegeta needs to realize that he's not invincible. Or indespensable.*

"We will depart in twenty hours."

"Here we are." Cell was still in his lowest state; Dr. Gero had been yet unable to locate the other androids, despite years of methodical searching, although he was sure that they were within one square mile- he had narrowed it down, a couple hundred feet a day. "Drop your shields."

Androids 16 and 19 complied as Cell did the same. *Hope there's no Saiyans nearby.*

"What now?" Android 16's expressionless voice asked.

"We wait."

"You're late." Cell said twenty minutes later as a scarred man in orange gi flew up to them.

"Sorry about that. We felt the power, but Tien had forgotton that it was a signal. It took Kami to jog his memory." He extended a hand. "Yamcha."

Cell smiled and shook the hand "Cell."

Yamcha winced as cell let go, and drew his mangled hand back. "Was that really necessary?"

"Stop whining. I left a few bones intact."

"So what brings you here after all this time? Finally decided to get on the side of the angels?"

"No. But Dr. Gero sends a peace offering, he thinks we may form an alliance in a short time."

Yamcha laughed and scratched the back of his head. "That's good. And who're your friends?"

"They are the peace offering."

"Wha-"

"They're more of his creations, my 'brothers' you could say. Androids 16 and 19, say hello to Yamcha."

"Hello." The goliath and the fat Chinaman chorused.

"Ummm... hi." Yamcha motioned Cell away, "Is this really appropriate? Giving us thinking beings?"

Cell rolled his eyes. Humans. "Of course. They wanted to join you."

"Why?"

"They want to fight. Besides, I'm much stronger than they are. Unless there's a real fight, they'll just sit around gathering dust. I figure you can train them or something."

"Cool. Thanks." His face brightened. "Hey, do you want to train with us? I think we could show you some cool moves!"

"No. When I get stronger, I'll join you officially, and I'll train with you, but I have a little more strength to accumulate and a big thing to do before I ascend."

"Woah! You ascend in levels, the way Saiyans do?"

"Not really. I nned to do certian things to ascend." An insane scream burst into his mind, followed by howls of evil laughter. "Sorry, I have to go. Just tell them what to do."

He spun and flew off, leaving Yamcha hovering with the two androids.

*Dr. Gero! What's happened?* he shouted through the mindlink.

*CELL! Not so loud. You''re forgetting that your transmissions get stronger as you do. Cell, I've found him!*

"Android 17?*

*The one and only.*

*Be there in a minute.* With that, Cell severed the link. Ginning, he thought to himself *After Seven years, I'm finally going to ascend! I've capped out on my power for this body- I'm far stronger than Gero thought that I could be.* With that, he put all of his energy into flying.

He landed on at the north pole, the prearranged meeting spot. There was ice and snow all around him, but the cold didn't penetrate even his lowest form. There was also Androids 17 and 20. Android 17 was lying on the ground, very deactivated.

Cell grinned and brought his tail forward. The stinger widened to the funnel, and he quickly vacuumed up Android 17.

The power! Suddenly he felt like a live wire, stronger and more sated than ever before. Energy poured out of his very pores as his body bent, ascending to the next level. In a brilliant green flash, it was all over. His face now had a proper mout, and his face was more human. His body had grown far more massive, and his tail was even more powerful than before. He felt it- he was strong. Not invincible, but strong. His power had squared, multiplying upon itself- If Tien had been his equal six years ago, he had ascended far beyond him now. Dr. Gero was laughing.

"Cell, Cell, you never cease to amaze me. Your ascended form is powerful, nearly as powerful as your perfect form should have been. All those years of devouring Saiyans-"

He was cut off as Cell clutched his stomach and roared. He was powerful, yes, but the hunger had returned. He had been so full for so long, he could feel the thirst tearing at his insides, demanding to be quenched. He wanted power, and he would have it.

Dr. Gero's head snapped around. "Saiyans! That don't have any bases here, but they'll be here in a few minutes. Hide your ki and we can give them the slip."

Up on the lookout, the two androids were being introduced. Tien, Chao-tzu, Yamcha, Krillin, Puar, Kami, Master Roshi, Oolong, Lunch, and Mr. Popo were all glad to see two new additions to their ranks- Dr. Gero's androids, at that.

"So," Krillin asked as he extracted his hand from 16's "what do you two do? All of Gero's androids do something."

"I fight."

"Really? Good! What kind of fighting?"

"Hit me."

"What?"

"Hit me."

"If you say so." Krillin drew back his fist and threw a punch into 16's waist. The android didn't move.

"Harder."

Krillin tried again, throwing all this muscle into it. Again, his target didn't even feel it.

"Good."

"He doesn't talk much, does he?" Krillin asked, jerking his thumb at 19. 16 smiled.

"He doesn't do much, either."

"What're his abilities?"

"Use an energy attack on him." Krillin formed a small ki ball "Stronger." The ki ball expanded. "Much stronger." Krillin nodded. The ball evaporated, and Krillin put his hands together.

"KA-ME-"

19's eyes followed Puar as she flew past him.

"HA-ME-"

19 turned his back completly, still oblivious.

"HA!" Krillin extended his palms, sending the Kamehamha wave directly at Android 19. The Android moved with incredible speed as he extended his palms to deflect the blast. Chao-tzu gasped- Krillin's energy was huge, and android 19 didn't appear to have any defense. The wave exploded against the fat hands, with no effect. 19 was smiling.

"What the-"

16 cut the bald monk off. "Keep it up. He can do this as long as you can."

After about a minute, Krillin gave out. "He didn't even feel it! How did he do that?" He glared up at the huge machine.

"His palms absorb energy. He's now stronger than when you began."

"Wish I could do that."

"As do we all. When will the fighting begin?"

Krillin glanced up at his ally. "I guess Cell didn't explain this one, big guy- we're on standby. We're waiting for the Saiyans to do something stupid, but until then, we have to train. Do androids benefit from training?"

"While our musles do not increase, we can learn how to perform tasks more efficently. We can also learn new techniques, within our limitations."

"So, does that increase your overall power level?"

"I do not think that power level is a consideration for abiotic beings."

"Ah, well, anyway," Krillin looked around. "Wanna spar?"

Dr. Gero was typing, as ever, when Cell came down into the lab. His newly improved android had been going after Saiyans, but the harvest had been slim. Only four. Also, Cell noticed that the bioessence benefited him a lot less in his new form.

"Will you be able to find Android 18 soon?"

Gero nodded vaguely. "Yes. There is very little ground that I havn't covered. But Cell? We have a time limit."

Cell spun. "Time limit?" he growled "What time limit?"

"I've intercepted a transmission- the fools think I can't read their language. Prince Vegeta is coming to earth, with a hand-picked team of warriors. This is the same prince who struck the deal eleven years ago, remember?"

"What does that have to do with me?"

"It's a search-and-destroy mission. They're here to kill the 'Saiyansnatcher', the thing that preys on them and eats the bodies. You, in other words."

"Let them come, I'm ready for them."

The doctor rolled his eyes "The psychology on this level leaves a lot to be desired. Cell, you're tough- but not nearly as tough as you think you are. Prince Vegeta and Kakarott AKA Goku are coming. Both of them can rise to Super Saiyan. Rumor has it that Kakarott can become something beyond Super Saiyan. And that's just two of them- the other five arn't to be sneezed at either. You're going to have to play it safe. As soon as I find 18, I'm going to see if I can see what stopped you from being perfect in all those alternate timelines. There's new rules here- Until you achieve perfection, you are to avoid conflict. After you achieve perfection, you will still play as defensivly as possible until I figure out where the error lies and fix you. Do I make myself clear?"

"Yes, Doctor," Cell grumbled. *I'm invincible- why should I have to take orders from him? Why should I wait? Bring the Super Saiyans, I'll take all comers.* 

*No you won't.* Said the little voice in the back of his mind. *They'll take you- gang up, beat you, pound you until not one cell remains. If those two can become Super Saiyans, who says they can't teach others?*

*Who ARE you?* Then he remembered *Six years ago- you are, indeed, louder. But what are you? Why are you in my head?*

*I'm emerging. Next time, I start to speak, I won't stop. See you then.*

"We have a year." Dr. Gero said simply. "Starting tomorrow, I will go on looking for Android 18. You will occupy youself constructively down here. You will not release any major amount of power for anything save dire extremety."

Cell settled himself down, then stood up again. "Doctor?"

"Yes?"

"Why did you give those androids to the Z fighters? Aren't you planning to use them after the war for Earth is over?"

"Cell," the Doctor was looking very grave "We need the Z fighers. You are powerful, massively strong, and I have confidence that I can make you what you were meant to be- the perfect being. But there is still only one of you. There are over thirty thousand Saiyans on this planet currently, controlling over two hundred million humans. No matter how much power you had, that many would destroy you. We need them to aid us in our plans, to be in places that you can't be at the same time. Besides, my enemy- Goku- is now their enemy too, even if he does intervene on their behalf. Sooner or later, for them to win, he must die. Since the destruction of the Red Ribbon Army, I have contemplated his destruction alone. If his friends are now his enemies, they are likewise our allies."

"Now, Goku, make sure that you stay healthy, alright? I don't want you to hear about you consuming whole snack-food stores like you did back on Earth. And be sure to bring at least two changes of clothes..."

"Hey, dad, do you think you'll be allright with Prince Vegeta? I mean, he's the one who forced the bargian back- you know."

"I know son." Goku smiled. "Everything'll be alright, it's just a little search-and-destroy mission back on-"

"SEARCH AND DESTROY?" ChiChi's voice splintered glass. Suddenly, she had her husband backed up against the wall, hands on her hips. "And what, pray, are you searching and destroying?"

"Nothing. Prince Vegeta just wants a little mop-up on something that's been eating Saiyans in their sl-"

"EATING SAIYANS IN THEIR SLEEP? No. You are NOT GOING THERE! Call Prince Vegeta RIGHT NOW and tell him-"

"Shhh, shhh, ChiChi, it's OK." He put his ams around her and drew her close. "It can only kill very weak Saiyans. Me and Vegeta'll be just fine. You'll see."

She looked up at him, tears in her face tear-streaked. "But if something should happen- Gohan- Goten- what will happen to us?"

"Gohan is almost grown up. As soon as he finds a mate, he'll be everything he's supposed to be. He's a gifted warrior and is very good against the Ice-jins. And Goten is growing up. Besides," he laughed "I can take care of myself. Nothing bad will happen, trust me."

As the pulled each other closer, Goku glanced at his son. "Gohan- would you mind giving me and your mother a few minutes alone?"

Gohan nodded and quickly exited.


	3. The Devil's Novice

Chapter 3: The Devil's Novice

"I'm BORED!" Cell raged as he stormed around the lab.

"Find yourself something to do." Dr. Gero snapped as he tried to calculate Android 18's coordinates. "I don't have time for your mindless prattle."

"I have! Many times! But no matter what, you say it's a security risk."

"Because it is." Dr. Gero said in an exasperated tone. "Training with the Z fighters is out of the question. They can't come here because I don't want them to know where the lab is.. You can't go there because it would require repeated round trips, which are a security hazard. You can't stay there for an extended period because you're too STUPID to not say something which might make them suspicious of us."

Cell glared. The introspective Dr. Gero of three nights ago was gone, replaced by his old, nasty self. "I want to train, or do something. I'm BURSTING! I'm HUNGRY! You don't know what this is like!"

"I built you. I know exactly what you should be feeling." He continued working, but Cell was storming around, making too much noise for him to concentrate. "Cell. CELL!" The racket stopped. "I have a proposal for you."

"Shoot."

"You can train. IF you can find a sparring partner that you can disappear and will not constitute a security risk." *That should shut him up, it'll take him weeks to figure a solution. Second-level Cell has very poor logic facilities.*

Cell thought for a second, then grinned. "Doctor. Can I make one round trip to the Lookout?"

"Can you explain to them how you found it?"

Cell nodded. "I'll tell them I homed in on Yamcha. They don't have a clue as to my true power, but they know it's large. They'll think that I'd have no problem."

"Alright. Be VERY CAREFUL. I don't want your incompitence ruining everything."

Cell grinned and took to the air. Maybe there'd be something fulfilling in teaching. Certianly beat boredom.

"Android 16." Cell approached his 'sibling.' "How goes it up here?" Everyone was staring at him, even after he had been introduced.

"Nothing has happened."

"Alright. Now, I need you to do me a favor. It's in mission format, so let's swich to resonal speech."

16 nodded. The two of them bean to speak in strange combinations of high and low tones, the meaning of which understandable to only to the doctor's creations. After ten minutes, they returned to normal.

"Piccolo," Android 16 began, "I need some new clothes. Can you make me some thing that looks like Saiyan armor, and a tail?" he heaved off his green carapace.

"Why should-" Piccolo started, but Cell cut him off.

"Minor stealth mission. Dr. Gero want him to pick up some information on the Saiyans, as well as some part he needs."

"Hey, Cell, does the big guy know how to play Saiyan?" Krillin asked.

"Of course. Besides, even if he was caught, he'll self-destruct before he'll tell them anything."

Piccolo nodded as 16 was bathed in white light. The traditional Saiyan gear appeared on 16, along with a belt that looked like a tail. The andoid thanked Piccolo and lept off the lookout, speeding eastward. Cell jumped off too, heading south. Unbeknowns to the rest, he stopped at the halfway point between the Lookout and the lab. Back on the lookout, the Z warriors looked at each other and shrugged. Who could explain mad scientists?

Suddenly Yamcha looked around. "Where's Puar?"

Puar held onto the massive strand of red 'hair' for dear life. She couldn't explain it, but something about Cell's offhand comments had aroused her deepest suspicions. Shapeshifting into a flea, she had hidden in the android's hair to see what he had been REALLY ordered to do. Dressing up as a Saiyan meant that you were going to impersonate one.

Looking frighteningly normal, Android 16 cruised over the Saiyan military base near the abandoned West City.

*My time for the shapeshift is running out- I only hope he does whatever it is quickly, before I have to leave.* 16 dropped down in front of a building with an illegible sign. He walked into the reception room and spoke with the receptionionist.

*Thirty seconds- have to jump now.* Puar lept off 16's head and scurried under a sofa. With a soft pop, she turned back into the floating blue cat.

"-but you can see the selection." The receptionist was saying. 16 nodded and went through the door into the main body of the building. Puar zipped out from under the sofa and caught the door just as it was closing. Unfortnatly, she had forgotten how much a door wieghs, compared to her tiny body. For a full minute she strained at the edge, and was finally able to yank it open far enough to get through.

"-completly intolerable." she heard 16's voice saying. There were three corridors, and he was in the one farthest to the right. Floating higher into the air, she moved through the archway and towards the voices.

The corridor was lined with cells. Each one was about the size of a prison cell, but with one door and no bars. From the windows set in the doors, she could see that each one contained six or seven human children, looking miserable and malnourished. *A slave dealer! But what would 16 be doing here?* Her mind answered itself. *Cell's dirty work. Yamcha and the others must know- but what's Cell doing this for?*

She had caught up with 16 and the dealer. The latter was short, balding, and had a huge grin plastered on his face. Puar had known the kind among humans: used car salesmen.

"Well," he said, drawing both himself and 16 to a halt, "did you like anything you saw?"

"I didn't." 16 replied. His metallic voice never showed any emotion, but Puar could swear that she heard anger. "They are all mistreated and poorly fed. What's in those last few cells? More of the same?"

"Honestly, people are so hard to please these days." The scummy Saiyan huffed. "It's all the humans' fault. If they didn't breed like rabbits- never mind. To answer your question, no, the last dozen cells have misceginations. Saiyan fathers and human mothers. Not a good investment in my opinion, they're uppity. And since you're Mister Particular, I figured that it wouldn't even be worth you while."

"Half-saiyans? Now I am intrigued."

The dealer rolled his eyes as the tour continued.

Puar hid behind a corner as Android 16 looked in the few remaining cells. Finally, the dealer snapped.

"ARE YOU FINISHED? I have an auction starting in ten minutes, and if you don't wrap this up soon, I'll have you thrown out! I've never MET such a picky customer!"

"I would not recommend violence against myself. However, I am quite finished." He walked over to the second to last cell. "I'll take him. The one with the orange hair and black eyes. He seems the least atrophied."

The saiyan's expresion of disgust turned into one of shock. "Good eye! He's only been here ten days. Sold to me after his mother tried to kill him." He grinned. "Seems that her relationship with his father was... thorny, if ya know what I mean." He opened the door. "You! Brat! Get over here- no not you, get away from me, you-" he dragged the half-Saiyan out. "Say hello to your new owner- whatever your name is. 120 zenni, if you don't mind."

Android 16 paid him and slung the child over his shoulder. Puar ducked behind a light until he passed.

Back in the reception area, 16 set the child down. "Wait here. I have some things to get, then I'll take you home."

The child's face lit up, then slumped again as he realized that 16 had a different 'home' in mind. 16 walked out.

As soon as she was sure he had gone, Puar floated up to him. "Hi! Whats your name?"

"What's it to you?" he sneered at her.

"Hey! Don't be rude! I'm not going to hurt you. Mine's Puar."

"You're a blue, flying, talking cat."

"Long story. And you have a tail." She giggled, trying to lighten the atmosphere.

"Short story."

"Let's hear it."

"My father was a Saiyan." he leaned closer. "Say, do you know what's wrong with that guy who bought me? his voice sounds really weird. And what's his name?"

Puar quickly adlibbed. "Oh, he got hurt a few years back. Had to get a mechanical voice box implanted. Apparently, someone just ripped the old one right out. His name is- uh- Juurokugou."

"Whao! He got it ripped out? And survived? Cool!" his face scrunched up "Why is he named after a number?"

"He was the sixteenth child and his parents ran out of names." Paur mentally sweatdropped. She was going to have trouble keeping her stories straight. "But you never answered MY question. What's your name?"

"Akula."

"Funny name. How old are you?"

"Ten."

"What your old home like?"

"I don't wanna talk about it." The small face fell. "What's my new home gonna be like?"

"To tell the truth, I don't know. I don't live there."

"Why are you here, then?"

"I'm a friend of his." Just then she heard the massive footsteps coming towards them *Gotta hide! Can't let him know that I've been spying on him!*

"Wha- Puar, where are you goin'?" Akula yelled as Puar ducked under the couch. The door opened.

"Puar?" 16's voice demanded.

"Yes!" Akula's voice had taken a new tone. "She went right under there, sir!"

One massive paw went under the couch. Puar tried to dodge, but the big lug was faster than he looked. "Hey! Leggo!" she yelped as he pulled her out.

"What were you doing here?" The voice was impassive as ever, but the huge eyes had narrowed.

"I was just tagging along! I saw you and decided to see what you were doing! Who's the kid?"

"Go back to the lookout, Puar. Cell has need of this one." With those words, he picked up the machine parts, slung the child over his shoulder, and lifted off. Then he turned back. "This is 'the disciple.' Cell needs something to occupy his time in the lab. Please, don't tell. Cell would be furious if he knew I told you."

As Puar soared back towards the lookout, she couldn't get her mind off Cell. *What would he want a demi-Saiyan for? Experiments?" A horrible thought occured to her. *EATING?*

She powered back towards the lookout. Yamcha MUST know about his. There might be an innocent explanation, but her common sense told her not to risk it.

"WHEEE!" Akula yelled as the ground sped under him. 16 glanced up at the child. *What does Cell want with him?*

Cell had told him that he wanted a half-saiyan, but he hadn't said why. He'd implied that it had something to do with Dr. Gero, but he had never said what. The only specifics he had given was that it be half-saiyan and young enough to train. *Young enough to train! Of course! Something to while away those hours in the lab.* The eyes narrowed. *But what happens if Cell gets fed up or bored? I must make sure that he does not do anything harmful.*

Cell was hovering over the ocean as 16 flew up. "Do you have it?"

"Yes. Here's the parts you wanted, and here's the trainee."

Cell slung both over his shoulders. "So, you guessed. You're not as slow as I thought, Android 16."

"What happens if you get tired with training?"

Cell grinned. "Impossible. Dr. Gero has arranged a gravity room to make me shut up." He spun and flew off, leaving Android 16 in the dust.

"So, Cell, you're back." Gero hadn't even looked up as Cell came down the vacuum tunnel. "Is your diminutive brain still wrestling with the problem? Remember, you can't use the gravity room until you get a sparing partner that fills the requirement. Heh heh."

"Four internal condensation/cooling tubes, just like you asked." Cell threw the package that 16 had bought onto the desk next to him. "And my sparring partner."

Gero jumped and spun. "WHAT!" he saw Akula. "Where did you get that? Kidnapping makes people ask questions, Cell, and that is a security breach to end all-"

"Relax." Cell grinned. "Saiyans 'enslaved' Earth, remember, and where there's enslavement-"

"-there's slaves." Gero finished. "Ingenious, Cell, I didn't think this stage had the mental capacity for that kind of reasoning. Is it worth it though?" The eyebrows rose as Gero noticed the tail. "Even if it is a demi-Saiyan. I'll have to screen him for diseases." Akula cowered as the scary-looking white-haired man with his brain exposed stood up and walked towards him. "Don't be afraid, I'm not going to hurt you. Cell would be angry if I hurt his new sparring partner. Do you know who Cell is?" Akula pointed one trembling finger as Dr. Gero came closer. "That's right... don't be scared... GOT YOU!" Dr. Gero's arm grabbed his. Android 20 hoisted the terrifed child in the air. "Little vermin- always hated children. Cell, get the syringes, I need to take a blood sample." There was a crack as Akula bit Dr. Gero's mechanical arm. "Brat. And I think the tooth regowth kit will be necessary too."

"So, 16, what did Cell want with the child?" Puar demanded. All the Z warriors were standing in a cricle around the huge android. 16 hung his head.

"I have failed. My mission was to not let any of you know, because Cell hates intervention in his affairs. Puar- how did you manage to track me?"

"I shapeshift." she said sourly. There was a pop as she turned into a lounge suite. Then she changed herself back. "Don't change the subject."

"Cell wants a student. A novice. Someone who he can train as a means of relieving his boredom."

"So what happens when Cell gets bored?"

"I do not think that will happen. Cell is easy to please in his current form. He may even grow fond of the child."

The Z fighers looked at each other. "Naaahhh."


	4. Perfection

Chapter 4: Perfection

The seven space pods sailed past Pluto. Even though he wasn't awake, a small smile crept onto Vegeta's face. He was nearing his prey.

Kami looked up in the sky. "They're coming!"

"Who?" Tien asked.

"Saiyans. It must have been that transmission from a year ago, the task force to kill the 'Saiyasnatcher.'"

"Oh, that. Did we ever figure out what the Saiyansnatcher is, anyway."

Kami gaped. "You didn't put it together- the Saiyansnatcher is Cell. He goes in, or went in, at night, drinks them, and leaves. He kills and destroys anything that poses a threat, so they don't have his name."

Tien stared. "No, that can't be right. The Saiyansnatcher eats his victims. Cell just kills."

"The clothes are empty, and the Saiyans assume that they've been eaten- Tien, how could you be so stupid? You were the one who saw him drink that Saiyan, after all, through his tail. It's the same thing. Havn't you noticed that there's been no attacks this past year? The very same year that Cell has been cooped up in that mad scientist's hideout for security reasons."

"Can they find him?" Tien was mentally whacking himself in the head, but there was no time for regrets.

"I think not. Cell masks his ki incredibly well. Even I have no idea as to the extent of his true power. And Dr. Gero has no power to speak of." Kami rubbed his forehead. "This standoff tires me, Tien. I wonder how long it will last, how many of my planet's people must be destroyed before we can end this. Why did this have to happen?"

"Vegeta threatened us with a force we had no hope of defeating. Goku changed sides to work the deal from the other end, and try to ensure humanity's survival. Speaking of which, how long does 'till Vegeta and Goku arrive?"

"We have six days. Cell must be warned of the threat-he will have to much more cautious if he wants to be safe. Vegeta and Goku live off the offical government payroll. I doubt they've done much but train. Cell is strong, and we are far more powerful than I ever hoped for- I never thought that you, Krillin and Yamcha could break your limits the way you have. Your improved multiform will be a real asset in the next battle."

"Thanks, Kami. But how can we warn him? Dr. Gero is so secretive about that place, and from what Lunch can tell, 16 and 19 have programming blocks emplaced against them ever revealing the location to outsiders. According to her, there's an entire matrix that must be completed for the internal system to have clearance to have anything to do with the lab."

Kami bowed his head. "I don't know, Tien. We must hope that Cell knows of the threat, or that he can handle it if it comes to his doorstep."

"Alright, you've dodged that punch. Because you're shorter then me, what opening does this give you?" Cell demanded of Akula. They were doing a slow-motion pantomime of that day's lesson, energy-free fighting.

"Hit to the groin or gut, sir."

"Correct, which is preferable?"

"Groin on weaker or untrained opponents, for the pain. Gut on stronger opponents, for a better chance of forcing them to double up."

"Correct. Now, I've doubled up. With no energy powers, how do you follow up?"

"Kick to the chin."

"-ON enemies whose neck you can snap. Otherwise, you..."

"Hammerfist to the head, try to get them down on the ground, or knee to the chin for more power. If they fall on their front, pin the arms and break them if you can. Fall on the back, strike the stomach to knock their wind out and then pin them on the ribcage or collarbone."

"If the enemy falls in the latter position, what should you watch out for?"

"The legs. Pinion them immediately, or he can throw you and get back up while you're at a disadvantage."

"Exactly. If you have an advantage, press it as far as you can. Chutzpah will get you a lot farther with less pain than cowardice will. Alright, we're stating with dodged punch. Let's go."

Twenty minutes later, Dr. Gero's cackling laugh broke into Cell's mind. He recognized that laugh from a year ago, and knew what it meant. He had found Android 18. Cell smiled and turned off the gravity. "Training's off, Akula, we have a development."

"Cell?"

"Come on," the android growled. "we haven't got all day. I'll explain as we fly."

At the mountian aera near where Android 17 had been found a year earlier, Dr. Gero had dragged Android 18's deactivated body out of a pile of shattered rock. Cell alighted and moved forward, a hungy glint in his eyes. After all this waiting, perfection would be his.

Cell's tail widened into the funnel as Dr. Gero yanked Akula back. Imperfect Cell sucked up android 18, bringing him to the level of his final form. And every Saiyan scouter within a hundred miles shattered simultaniously. A dome of green energy erupted over him, as this transformation was far more complex then his last. Power burst over him, flooding him, filling him with unimaginable strength, and finally sating his hunger.

In his mind, the little voice spoke up again. *My time has come- thanks for the ride.* Then it exploded. The postions of the two mentalities changed, the discretion, logic, and confidence of his perfect form coming to the fore. It absorbed the knowlede and memories of his old mind, then chewed it up and spit it out. Perfection has no exceptions.

As the energy faded, Perfect Cell was hovering in the blasted crater. Just then, Tien and Chao-tzu flew up. 

"Cell!" Chao-tzu's squeaky voice urst out. "Is that- you? Wh- wh- what happened? What's with the crater?"

Cell laughed. "Surprised you, didn't I. You see, I have absorbed the last required android. I am now perfect, and any Saiyans that come will find more than they-"

"NO TIME!" Dr. Gero bellowed. "Surpress your ki, Cell, and we'll leave. You have acieved your final form, but you're not perfect. I must figure out your flaw."

"Doctor, is this nessicary? I have no equals. I am the ultimate android, and I can rid this palnet of Saiyans at any time I wish."

"Maybe. Maybe not. But the fact remains that you are beatable in this form, and thus, imperfect. You're effecivly unbeatable, but that's not the same thing as truly unbeatable, you brainless invertibrate!" spittle was flying from his mouth in rage.

"As you wish. Is it nessicary that I come return to the lab?"

"No. I have all your readings on file. You're more powerful than I predicted Perfect Cell would be, but I can compensate."

"Very well. Akula, you and I are going to the lookout to train. When the Saiyans arrive, doctor, I'll return to the lab. Unless you have en epiphany in the mentime as to my supposed imperfection." With that, he rose into the air and sped away. All the others followed, with the sole exception of Dr. Gero. A slight sneer split his face as he watched them vanish.

"Fools. They don't know what they're doing." he smiled. "But I do."

On the lookout, everyone was trying to take stock of the new Cell.

"So, Cell, what's that new form of yours like?" Krillin piped up, hoping to break the ice. "It's a lot more- um- whatchamacallit..." he scratched his head.

"Anthropomorphic." Puar squeaked. "Is it more human in mind too?"

"My new body? In a word, perfect."

"Is it stronger than the last one?"

A smirk appeared on the humanoid face. "You have no idea."

Nobody noticed the soft thumping as Android 16 walked out onto the Lookout's patio. The green-armored android assessed the situation. Everyone was gathered around Perfect Cell, who was simply hovering there, looking pleased with himself. "Cell. Why did you come here?"

Cell rotated to face him. "Ah, Android 16. How nice of you to drop by. I'm here merely to free myself from the boredom of the lab. I'll return to protect my creator when the Saiyans arrive; I wouldn't want him to be killed before he finishes upgrading me."

Kami was looking at Cell intently. "What did you do with those Saiyans you took, Android?"

"Kami!" Puar yelped "You know what he did! It's war!"

"Your cynicism does you credit, namek. Now that I've reached my final form, there's no point in hiding it anymore. I ate them. Dr. Gero made me able to metabolize a complex enzyme that can collapse almost any organic substance- except my own, of couse. I was able to liquify them into the bioessence that my lesser forms feed off to to gain strength. In fact, the Saiyans made me so strong that I am far more powerful than Dr. Gero had ever dared to hope for." Silence descended as Cell finished speaking.

Finally, Krillin spoke up. "That's disgusting."

"Maybe. But logical. Why merely kill when you can kill and add to your own strength?" He smiled as no response emerged. "Does anyone want to train?"

"How do we know you won't eat us?" Krillin asked incredulously. He hadn't expected a response, but he got one anyway.

"Simple. I only like you as friends." No one laughed.

"Good one, Cell." The bald monk sat down and looked at the others. "I dunno about this, guys. I'm not sure if I want him on my side."

"I'd prefer that he be with us than against us." Yamcha put in simply. Tien and Chao-tzu nodded.

"Besides, we can't properly kick him out now." Lunch put in. "He knows where the lookout is, and besides, we've had an understanding for so long. If SOMEONE..." she glared at Tien "had gotten some proper explanations eight years ago, then maybe rejecting him would be an option. But now he's too far involved to just try and expel him."

"Is this the considered opinion of all of you?" When nobody objected, Krillin extended his hand. "I guess you're in. Welcome to the club, Cell."

*An act of acceptance- good. The farther the fools believe I'm on their side, the better.* he shook the hand once. "Thank you, judge Krillin."

"You're welcome Cell!" Krillin replied in a high voice. Cell watched with satisfaction as Krillin turned away, shaking his partially mangled hand in pain.

"So." Tien spoke up. "You know, I don't think any of us have actually seen you fight, Cell. Could you give us a demonstration?"

"Even if you had seen me, it wouldn't have mattered. My fighting style changes with each level, and I only achieved perfection today. If you want a demonstration, though- Akula." The demi-saiyan, who had been sitting in the corner, snapped to attention. "Show them what I can teach."

Yamcha watched as the two of them got into stance, Cell with has upper arms against his side and the lower arms raised so his fists were paralell with his elbows. Akula had gotten into standard martial arts pose.

Cell kicked by shoulder-rushing Akula, who ducked and kicked. The blow would have cut any human's legs out from under him, but the android didn't even notice. Doing a backflip and extending his wings, he fired a ki ball at his student, which was quickly blocked. As Cell alighted, Akula jumped into the air, closing the distance between them with a flying kick.

Yamcha winced a second before the anticipated event happened. There was a loud crack as Cell swatted his student aside like a fly. Akula went flying into one of the walls of the lookout, but Cell pressed his advantage. Blurring out, he reappeared a few inches from his student and struck out with his left foot, pinning him by his neck to the wall. The right foot began to lash out, delivering a deadly series of kicks at an incredible speed. Blood was running from Akula's face as he tried to pull up some kind of defense, but the beating was too much. He couldn't pull it together.

"Defend yourself!" Cell shouted without letting up. "There's a way to reverse this attack! Surely my former self taught you better than this."

"Cell!" Tied grabbed the android's arm. "Let up! Your old self was a blowhard, I'm sure he must have just forgotten that." Cell's foot stopped, letting Akula slide down the wall. He left a bloody trail. "Cell, you really need hold back. You could have killed him."

"So what's your point?" Cell asked. The smug tone of voice hadn't left. "If half-saiyans are anything like the genuine article, bringing them to the brink of death and healing them should make the stronger. Then maybe I could teach him enough to undo Imperfect Cell's incompitence." An ugly look passed over his face "Akula? How are you?"

"Never been better, SIR!" came the reply.

*Training phrase. So old Cell did teach him some things after all.* A shadow passed over Krillin's face as he watched the two.

"Again." Cell and Akula turned, backs to each other, about ten feet apart.

Akula started first this time, doing a faily decent handstand and flipping, firing off a blast at Cell's back. Cell spun and knocked it aside, then rose lazily into the air. He dove at Akula, who rose to the bait. The two of them hit in midair, erupting in a flurry of blows and blocks. Akula couldn't get at Cell, but Cell was holding back, waiting for an ideal opening. His student was far weaker than him, he could afford to wait.

Akula finally landed a hit. He had fainted back, then shoved a kick right inside Cell's defenses, catching him right in the face. Cell's head twitched back a little bit, then snapped forward with a mad look in it's eyes. Ignoring Akula's attemps at a follow up, he extended both his arms and boxed his student's ears. The boy reeled and fell out of the air, Cell diving after him.

But he never hit the ground. Three feet off the deck, he got his head together and blurred out. Cell landed with the usual squeak as Akula appeared above him, driving both feet into his domed head. Cell's neck buckled for a second, then snapped back as Akula tried to leap off. Cell smirked up at his student's predicament. One sneakered foot had gotten caught in Cell's headdress, jamming him to his taget. With one smooth sweep of his hand, Cell wrenched him off and slammed him into the ground, ending their second match.

"Better, but you're not paying enough attention to your target. My head is almost made to get feet wedged in it."

"Ummm... Cell? He's not really paying attention." Krillin repiled. "I think you broke his collarbone."

"One year, and a he's that weak? He has a lot of catching up to do."


	5. Bad Blood

Chapter 5: Bad Blood

On the morning of the sixth day, Krillin walked out onto the patio of the Lookout. It was before daybreak, but the could see the massive figure of Android 16 and the chubby Android 19 next to him. They were both staring northeast.

"Hey guys, what's up?"

"The Saiyans are coming. They should be in sight within thirty seconds." Android 16 pointed. "They will emerge over there."

Krillin stared. A few seconds later, he saw a little red line start to carve it's way through the atmosphere, followed by wht looked like four or five more. "Six saiyans?"

"Seven."

"Oh, well," Krillin scratched the back of his bald head, "Cell should be more than a match for them. He's handled more than that."

"These are the elite." The android doned back. "Both Super Saiyans. Vegeta and Goku are here. Much more powerful than the others. Maybe even too strong for him."

"Talking about me?" The smug voice spoke up. Cell came drifing towards them, away from his pearch at the Lookout's highest point.

"Cell!" Krillin exclaimed "You're still here? I thought you were going back to Dr. Gero's."

"I will. As soon as the pathtic being that claims to be my student wakes up. Lunch was most insistant that he get some sleep after yesterday's training. And we all know how much trouble Lunch can be."

Krillin nodded. She didn't train, per se, but she had been doing some psychological experiments on herself in an attempt to gain more control over the reality-bending Evil Lunch. Krillin hadn't seen any differance, but Tien claimed it was working.

Goku awoke and quickly eased open his space pod. He could sense Vegeta there, as well as Verrita, Seng, Gris, and the twins Eizel and Dizel.

"Take 12." Vegeta said to the others. "Kakarott, come with me."

"Yeh?" Goku followed the prince, who led him away from the compund near where they had landed. Vegeta didn't reply, but merely kept walking. Goku followed. Five minutes later, well out of even Namek hearing range, Vegeta turned.

"Alright, Kakarott, time for some explanations. I know that the thing we're here to hunt has something to do with your little friends. I want to know how to reach them."

Goku rolled his eyes. "Listen, my friends might know something, but I doubt they'd tell you. If you want, I can go and talk to them, but you can't come. They don't like you, for obvious reasons."

"Stupid Kakarott! I doubt they even like you at this point. After all, you abandoned their planet for Vegeta-sei in a moment's notice."

"It's not like that!"

"What? Are you telling me that you maintain some loyalty to this- this- mudball? Or are you planning treason?"

"That's idiotic, Vegeta, and you know it!"

The prince smirked. "Maybe. But I'll never know unless I come along, will I?"

"You're trying to force me to take you to the Lookout, aren't you?"

"I'd say I succeded quite nicely, don't you? Take me to this 'Lookout.'"

"Grrrrr..."

Cell was still waiting on the Lookout when all heads turned. Everyone could sense the familiar signatures.

"Goku and Vegeta, incoming!" Piccolo roared. "Places, everyone! Tien, break out that improved multiform of yours."

Even as Tien split himself in four, the two Saiyans streamed into view, Vegeta in the lead. The two of them quickly alighted, and Goku looked around self-consciously. "Uhhhh... hi guys! Long time, no see?"

"Goku!" Chao-tzu squeaked in outrage "What do you think you're doing? Bringing him, here? After all that you did-"

"Quiet, brat, or 'he'll' remove you from here. PERMINANTLY!"

"Hey, easy, Prince Vegeta. They have a right to know." He stepped forward. "I didn't want to bring him, but he's real paranoid-"

"HEY! Just who do you think you are, Kakarott?"

"- and he said that he'd start accusing me of treason if I went alone."

"Well, judging from your record, 'Kakarott,' I'd have to say that he wasn't being unreasonable."

All heads turned to Krillin. "Well, it's true!" the bald monk protested. If looks could kill, Vegeta would have left him in a pine box.

"Krillin," Piccolo interjected "keep quiet. There's bad blood, but we don't need you making the situation worse."

"Well, how's it been going?" Goku was still cluelessly trying to break the ice. "I see some new faces. The big one, the little white one, and the-er- green one. Anyone want to do the introductions?"

Master Roshi spoke up. "The green one over there is Cell." Goku and Cell shook hands curtly. "The short one is Number 19- he doesn't talk much-" Goku shook hands with 19 "-and the large one over there is Number 16."

"Ninteen? Sixteen?" Goku laughed "Funny names." He took Android 16's proffered hand. "Who, you don't need to squeeze that hard- WHAT!" Goku tried to pull back, only to realize that Android 16 still had an iron grip on his hand "Why are you wearing the Red Ribbon symbol?"

"That's simple." Roshi continued, apparently oblivious to the sadistic grin growing on 16's face as his programming began to engage. "All three of them are the creations of Dr. Gero. I seem to recall you having run-in with him a while ago, but his androids have made excellent additions to the team. 16 and 19 compliment each other quite nicely. And you should see 16 fight, Goku! Yamcha was using your techniques on him, and he was able to bypass every one. You'd think he had been programmed that way."

Goku gaped as in his mind's eye, the lookout changed from a collection of friends that he had an obligation to to a collection of enemies, bent on his distruction. But 16 was smiling in a way that did not instill comfort. "I've waited a long time to meet you, Son Goku. Now I feel that I can truly begin to achieve my purpose."

Goku didn't like the sound of that. He levitated, bringing himself to eye level with Android 16, whose eyes had begun to glow. "Let go of my hand."

Tha android opened his mouth, but Cell cut in "Do it." When Android 16 failed to comply, he raised his voice ever so slightly. "Now." With great reluctance, the android complied.

Goku backed away and turned to Piccolo. "What's gotten into you guys? Why on EARTH are you accepting help from Dr. Gero? You know that he's an insane aspiring tyrant, right, how he created Androids 17 and 18, who were thankfully shut down by Bulma?"

"Listen to him." Krillin sounded incredulous. "You'd think he actually had the Earth's best interests in mind."

"Krillin, this is more important than that! You don't know what these things are. Gero made strong androids before, who knows how powerful these models are. Android 8 was bad enough, and he was nothing next to the incomplete fusion of 13, 14, and 15. Image what complete 16, 19, and- er..."

"21." Cell put in.

"-21 are like! Guys, you can't do this."

"Really." Tien said dryly. "Chao-tzu, go get Lunch and Akula."

"It's not even 6:00!"

"I don't care. Go get them. Goku, over here." he motioned to a removed edge of the lookout. After the two of them withdrew, Goku started.

"Tien, I'm serious. These things are insanely powerful, you need to try and get rid of them. None of you know Dr. Gero like I do. He's a maniac who-"

"VEGETA is a mainiac too. Goku, Saiyan control of Earth has put us in a bind. We need allies wherever we can get them. Besides, this isn't the Dr. Gero you knew."

"What?"

"Time travel. Long story. Apparently him and his 'perfect creation' -Cell- time traveled to this place to collect data on alternate timelines, and the Saiyans broke their time machine. That was eight years ago."

"But if this Dr. Gero is anything like the one I remember, it isn't going to be - Hey! LUNCH!" Goku waved at her as she and an orange-haired kid came out. "Who's the kid, Tien? Did you and Lunch finally-"

"He's not my son."

"Huh?" Goku scratched his head and looked around. Everyone was staring at him.

"You there!" Vegeta shouted. "Where did you get a Saiyan child?" Goku jumped and looked. The orange-haired kid was now hiding behind Cell, but Goku could see the tip of his tail.

"He's not a Saiyan." Android 16 said simply. "He's half-Saiyan."

"Don't speak unless spoken to, android!" Vegeta snapped. "And that doesn't answer the question! How did you get your filthy paws on it?"

"I bought him." Android 16 shot back. In ths instant that followed, you could have heard a pin drop. Almost everyone except Goku and Vegeta knew, of course, but Android 16 had obviously turned that fact into a weapon. Goku could sense a subtle change in the android. Where once he had been maifesting sadism, everyone could feel the outrage radiating from him. Android 16 began to advance on Vegeta. "He was one of the strongest that your slave dealer had. The least destroyed. All of them were mistreated. Malnourished. Atrophied. Sick." The huge Android was advancing on the small Saiyan, going down the laundry list of offenses. When he finally stopped, Vegeta was left staring at his waist.

Everyone was flummoxed with the new turn of events. Android 16, who minutes ago looked like he would have torn out Goku's and drunk his blood for the hell of it was now ragging on Vegeta over some... children? And he was genuinely outraged, too, making the situation even stranger. The shock was broken by Vegeta's chuckle.

"So, the big bad android still doesn't get the facts of life. It doesn't realize that the strong prey on the weak, and either destroy them or make them worthwhile."

"This from someone who shares his bed with one of the 'weak.'" Android 16 couldn't snort, but he obviously would have. "I'm glad that Cell devoured so many of your kind. Would that his hunger remained."

Vegeta started to laugh when his mind made the connection. "Devoured? Saiyansnatcher? CELL!" With that bellow of rage, Vegeta rose into the air, his hair changing to yellow, power streaming all around him. Goku flew to his side too, going Super Saiyan as he did so.

Cell laughed. "Surprised, eh? Having some delusion of grandeur, hoping to avenge their deaths on me? Well, forget it. I know you came to kill me, but you're in far over your heads."

"See what I'm talking about?" Goku yelled at Tien.

"Stay out of this." Cell snarled at everyone else. "This fight is between me and these Saiyans alone. If I can, Android 16, I'll leave Goku alive enough for you to fulfill your programming on him." With that, he rose off the lookout, flickered, and reappered behind Goku and Vegeta.

"Vegeta!" Goku whispered to him. "Keep him occupied! I need to ascend."

"Kakarott, I'll have this fool destroyed before you can ascend. Can't you sense his power? It's allright, but it's nothing compared to mine." With that, the two of them swung into action at once. The halo of energy surrounded Goku as he powered up, ascending to the next level of Super Saiyan. Vegeta roared and unleashed his Gattling Gun attack at Cell, who made no move to dodge. Vegeta's arms were moving faster asnd faster, adding to the huge fireball that was blossoming in the sky. At the core was Cell.

"Vegeta! Ease off!" Goku yelled. "You shouldn't waste your energy! We don't know if it hurts-" the smoke was clearing. In the exact same place was Cell, completly unfazed.

"Now you know." He smiled. "It doesn't." he blurred out. There was a sharp CRACK as he reappered, giving Vegeta a right to the jaw, then flickering away as Goku fired a blast at him. One kick sent Goku sprawling into Vegeta. The two saiyans pulled back a few yards, sizing up Cell. The android laughed again. "Are these the Super Saiyans of legend? Bit overrated if you ask me. I thought a pair of them would give me a challenge. It seems I was mistaken." Goku and Vegeta looked at each other and nodded, then oth blurred out. "Wha-"

Cell reeled as Goku's fist caught him in the chin, snapping his upper body back. Vegeta flashed into the air above him, giving the android the hardest kick he could to the gut. Still off-balance from Goku's attack, Cell lost contol and fell. Vegeta snickered-

-and stopped as Cell reversed his fall, shooting back up at him like a bullet. Vegeta moved like a flash, dodging out of the monster's reach, or so he thought. Suddenly, he felt a painful grip on his tail.

Cell had lost it. Bellowing in rage from the sudden humiliation the prince had given him, Cell swung him like a whirligig, building up as much speed as he could. So intent was he on Vegeta, he didn't even hear Goku's words behind him. "KA-ME-"

Cell was snapping Vegeta back and forth now, and blood was coming out of somewhere. "HA-ME-" The android had had enough. With one snap of his arm, he sent the injured prince crashing towards Earth- but his aim had been better than anyone had guessed. Before he could attempt to reverse his fall, Vegeta was hit. The edge of the Lookout caught him square across the chest. There was a sickening spurt of blood as he bounced off, his sturnum obviously caved in. Broken and bleeding, Vegeta fell to the Lookout's deck. "-HAAAAA!!!!!"

An incredible beam of energy suged out of Goku's outstreched hands towards the unwary android. There was brilliant explosion of blue light as it punched straight through him and continued on, leaving the android's abdomen more hole than chest. His right wing and arm were completly obliterated.

Everyone stared at the dripping, ruined android in shock. Shock of two things- that something so powerful could be caught so completly off-guard, and that he was still talking. "Me- my body- you've mutilated me!" Goku was panting, strained from the effort of gathering so much energy. He swooped down to the battered prince, but just as he picked him up, he saw a grey, leathery bad forming inside Cell's broken portion As he watched, it grew larger, bulging and filling the whole destroyed space. Then it burst- restoring Cell's body completly.

"Thought you had beaten me, eh? Run along little Saiyans, I won't fight you like this. It would just be too easy." He sneered "This is the only reprieve. After all, now that you've seen my perfect form, it wouldn't be fair to let you live a second time. Now that you've been blindsided, go home and lick your wounds." Goku turned and flew off. Cell was smiling when Dr. Gero's voice spoke up in his head. *Cell! Come quickly! Return now, leave that brat trainee of yours there.*

*What for?*

*Don't question me, you dolt! I have had an epiphany.* On hearing that, Cell lifted off and flew for the lab as fast as he could. A small smile was on his face. Power awaited him. He just knew it. So intent was he on reaching his goal, he never noticed the Saiyan trailing him in the distance.


	6. Heirloom

Chapter 6: Heirloom

"What is it?" Cell demanded as he touched the lab's floor.

"Simple. Get in." Dr. Gero was gesturing to something that had risen out of the floor; it looked like a coffin.

"What is it?"

"It's a GP modifier." Answering Cell's look, he elaborated. "GP. Genotype/phenotype. I can make the upgrades- I spent the last two days programming fo this."

"Two days? And you only condescended to call me-"

"Today. Get in and shut up."

Cell complied. "Dr. Gero. How do you plan to improve on perfection?"

Dr. Gero closed the box. Cell was covered in darkness, and he could hear the clicking of the doctor's keyboard. Then darkness overtook his mind as he shut down.

As the moon rose, Dr. Gero was counting the seconds. "In 3.27 minutes, Cell's modifications will be complete. All new data sets have been uploaded. Barring any errors on my part -hah!- my longest standing mistake will be rectified. Cell will be, at last, truly perfect. I will have my revenge on Goku, revenge for the defeat of the Red Ribbon army.* Leaning back in satisfaction, his eye caught the main security display. It beeped and changed, revealing seven dots heading towatrds them. Mentally transmitting the command, Dr. Gero zoomed in.

Ih he had still had one, his heart would have lept into his mouth. Saiyans! Two of them Super. *What are they doing here? How did they find my lab?* His eyes flared and and his head turned. He was looking at the hatch in the floor. The GP modifier actually rested at the bottom of a long shaft, to keep it safe. Cell mattered above all else. *Less than a minute to go.*

There was a blast above him- the opening to the vacuum tunnel had been destroyed. He could hear the bodies rushing downwards, then the door caved in in front of him. As a flurry of ki blasts hurled out of the smoking doorway, Android 20 extended his hands, absorbing them.

*I must buy Cell a little more time. It is imperitive that his transformation finishes.* With that, Dr. Gero rerouted some of his internal circuts. There was a soft pop as his left leg shorted out, eruping in a cloud of oily black smoke. *There. That herring will be red enough for the fools.*

Finally, with three seconds to go, the rain of ki stopped. The seven Saiyans burst in on the ruined lab and the smoking Dr. Gero. Vegeta stared at the android.

"How can this be? His power level is pathetic- there's no way he should have taken anywhere near that kind of-" Dr. Gero chuckled. Vegeta's voice faltered, then finished. "Punishment?" Dr. Gero laughed. The room fell silent. Finally, Android 20 threw back his head, roaring with laughter.

"You incomptent fools! Did you think you could catch the gratest genius of all time completly unprepared. Never mind. How ironic that you should arrive right now." A grin split his mechanical face. "My master stroke is complete. It's safe, far away from here, and while you were wasting time with your little light show, it finished. Now, nothing you do matters; you're doomed." He gestured as if to a child. "Run away, little Saiyans! Run while you still have time! Otherwise, the green monster will come and EAT YOU UP!" The doctor collapsed in a fit of deranged giggles.

"Telling the prince of all Saiyans to run?" Vegeta bellowed. "The disrespect-" With a roar, Vegeta lept forward. His foot swung forward, decapitating the the mad scientist. Grey matter splettered over the floor as he brought his foot down, pulverizing the still-laughing head. "Let's go."

Outside the lab, Vegeta hurled an energy blast down the shaft. There was an exposion, then a roar as part of the island caved in.

"Prince Vegeta." Gris asked "What do you think he was talking about?"

"His 'master stroke?' The senile fool was bluffing, trying to scare us there's no power here."

The island was beginning to shake. Vegeta gaped. "But what- the power-" The Saiyans were dwarfed as an immense beam of blue-green enegy tore up from below the island, reducing it's surface aera by a full third. Out of the smoldering crater rose Perfect Cell, looking decidedly peeved.

"You killed Dr. Gero." The voice wasn't accusing, merely stating a fact. "You got lucky. There are very few points in his existance where you would have found him undefended, and you stumbled into one of them."

"What's this about a master stroke?" Verrita whispered to Vegeta. The damn female was speaking out of turn. "He's powerful, but not much more than you described."

"Simple." Goku was glaring daggers at Cell "he's hiding his new power, isn't he? It's a skill of his."

"You are a fool, Goku." Cell replied. "I am hiding power, but not my new ones. I have none. However, a substantial portion of my old has yet to be revealed." A smile split the white face. "But nature calls. I'm afraid you must excuse me, for the time being."

"NO!" Goku flickered and reappered in front of him. "This has to stop! Your reign of terror end here, Cell! Everything you've got, warriors!" Goku charged, firing the first ki blast of the fight, the others mimicking him.

Cell simply hovered there, impassive, as the firestrom struck him. "STOP!" Goku shouted as the fireball erupted around the android. "Everyone, charge you stronget attacks! He's too powerful to be hurt by-"

"KAME-HAME-"

"Holy- Everyone- fast-"

"HAAAAAA!!!" Everyone scrambled to cover their eyes as the massive blue Kamehameha wave raked across the sky. As it faded, Cell smiled in triumph. He had managed a glancing hit on all the Saiyans, and had knocked three of them out of the air. Not waiting for the smoke to clear, he sped off towards the lookout.

*Why am I doing this? I had the Saiyans staggered. If I had struck, I could have destroyed two, maybe three of the weaker ones. But some force is drawing me towards the Lookout.* he glanced back. "I have a substantial lead. I'll beat them- but then what?*

Goku could feel the power ahead. "He's ahead!" He shouted back to Vegeta. The other five were lagging behind. "Where's he going?"

"To your friends, Kakarott. He thinks they can defend him." Vegeta smirked. "He won't survive this time. He got lucky once- never again."

Cell reached the edge of the Lookout. He glanced down, saw the group waiting- and blacked out.

He woke up inside his own head. He was hovering in empty space. Suddenly, Dr. Gero appeared in front of him.

"Hello, Cell. If you're seeing this message, it means that I have not survived to deliver it in person. No matter. This is all taking place electronically- I encoded the recording into your brain while you were being modified- so your preception of time is warped. When you wake up, less than a second will have passed."

"Get to the point!" Cell snapped. To his surprise, the recording responded.

"If you insist. You see, Cell, I realized where the error in you perfection lay when I was studing the structure of some radioactive elements. I realized that some of them were perfect- but only for the split-second that they existed. For you to be truly perfect, you would have to evolve. Develop. Not only be able to acquire new skills, but also be able to use everything that hit you- in some way or other- to benefit you or detriment your opponet. I had come up with all sorts of power-raising schemes long ago. But raising your power wasn't enough. No matter how far you push them, thse Saiyans always seem to be able to give it one more push. Much like yourself. Anyhoo, you need to rise and KEEP RISING- and ypu need substantial modifications to do this. So I built a whole new stage into you. Your mind is now releasing the data that you'll need. I've also given you the Master Commands."

"The what?"

"The Master Commands. A series of unsupercedable commands that I began hardwiring into every android after Android 10. Yes, even you. You see, simply give the correct authorization and code name, and the android will never fail to obey. The reason I do this is that I'm worried about Android 16. Of all the fighters, he alone has- as far as I can see- the potential to destroy you. It would kill him, but I'm not sure if that's a sacrifice he would be unwilling to make. Teminate message."

Cell woke up as the promised data flooded into his mind. Yes- he would destroy them all. But he needed to work fast.

Landing on the Lookout, he ignored that Z fighters' damands for various explanations. No time. "Android 19!" he shouted. The little fat Chinaman came walking up. Cell looked at him and grinned. Dr. Gero should have remote-uploaded the new command set. "Cell says: marshmellow."

Evertone stared at him, but the gazes shifted as blue light erupted from Android 19. His face was screwed up as power roared around him. He was summoning every once of his power to the fore, making the ground smoulder beneath him. Cell smiled. "Thank you." With that he turned, and his tail extended again. Android 19 did not protest as it sucked him up as it had the others. The Z fighters stared as the huge bulge travelled down into the main body.

Cell could feel himself connecting with the power absorber. Dr. Gero's modifications- the old man's last, greatest work- kicked in.

It was like a star had appeared on the Lookout. Enegy, pure white flooded out of the fusion of the two androids. Cell could feel himself bending, as before, new personality traits bubbling into his mind. He could feel the power. Perfection had been ecstasy but this- this was something else. It was like he had ripped open the universe and somehow tapped a well of limitless power. Suddenly, the power faded. Cell had ascended to his new, final stage. After all of Gero's planning, he was truly perfect.

Krillin was the first of the staring Z fighters to speak, as ever. "Ummm... Cell? Is that you?"

He had good reason to ask. The change to his new form was smaller that his previous changes, but it was still great. He had grown taller, adding a clean foot to his height. His armor plates had grown more pronounced, even though his limbs were slightly thinner than before. His wings had become serrated, and a smaller set had grown under the originals. 

There were no other changes, unless you looked at his face. The jaws had grown fangs, but that wasn't the main thing. The headress had broken up into a series of eight irregular spikes, forming a kind of perverse crown above the black dome of the head.

"To answer your question, Krillin, I'm better than I've ever been. I've ascended beyond perfect and become the ultimate being. The Saiyans who are coming here will soon meet their end, followed closely by this filthy planet. Dr. Gero's vision must come true." A smile split the thin lips as the eyes flared red. The Z fighers stared at him in shock. "Don't worry. It will all be over very quickly."

"Yes, it will be over. For you." All heads turned. Vegeta and the other Saiyans were hovering above them, primed for battle. "You gave us the slip once, Cell," Vegeta snarled. "Never again. You will die here, today. You must eat androids to sustain you, yet you call yourself Perfect."

Cell smiled. "I am no longer Perfect Cell. I have ascended beyond that. I have achieved limitless perfection, so merely calling myself 'Perfect' will no longer suffice. I am now-" he thought for a second "-Infinite Cell."

Vegeta sneered "Soon, you'll be Dead Cell." He looked at the others. "Kill him."

All sven Saiyans dove. Cell flickered and vanished, appering high over the lookout. Moving his arms in front of his chest, he used the Multiform technique. A hail of ki blasts sailed up from the Saiyans on the lookout, forcing all four of him to take evasive action. There was noise and all four spun to see Goku with his hands in front of his face.

"SOLAR FLARE!" As blinding light pored out from Goku, the other made their assault. The twins hurled one of the forms into another as Vegeta opened up his Gattling Gun attack against both of them. Verrita, Seng, and Gris were hurling random shots at the two unnocupied forms as Goku prepared his Kamehameha wave

"ARRRRRRRGGGGGGHHHHH!" The Saiyans were huled back as all forms powered up and went on the offensive. Outnumbered seven to four, the forms were moving fast, knocking the Saiyans into each other, trying to use their numbers against them. As the gruop began to close, Goku shouted at Vegeta.

"Try and split everyone up! He's hemming us in so he can nail us all! If we can spred-" A scream cut him off. Spiining in horror, he saw Verrita falling towards the lookout. Her legs had been cut off, and Goku copuls see the pink enegy disc dissipating. Suddenly, Verrita was gone in a white blur. "Ver- oof!" something impacted against his back. It was the twins, their tails knotted together. Glancing around, he say that they were in a bad position. All six remaining Saiyans were in a tight group, with a Cell at every point of the compass around them. All of them had energy in thei cupped hands.

Goku smacked two fingers to his forehead, transmitting himself next to Kami as all four Cells fired. The remaining Saiyans were at the the point of convergance of the four waves. Goku could see them splitting up. Then the waves hit. A blast that shook the lookout tore through the air as each Cell fed enegy into the massive, expanding sphere. Soon, even the Cells were overtaken by the huge ball of blue-white power.

As the power faded, Goku took stock of the situation. Verrita was alive, but out of the battle. Turns out that it was Chao-Tzu who had caught here, hence the white blur. She had already been fixed by Kami, but she was still in shock. He could feel the twins up near the Cells, but the other two Saiyans were gone, vaporized at the heart of the blast.

Then there was Vegeta. He could hear the prince screaming himself hoarse as he powered up his Final Flash attack at one of the Cells, who was still shaken from the blast that he had contributed. As power formed in Vegeta's hands, all of the Cells grinned, and flew back towards their threatened comrade. Remerging, Cell extended his palms as Vegeta fired.

"Vegeta! Don't! He's going to-" Goku's words were cut off as Vegeta poured his power out at Cell. Everyone stared as the android's palms flared red, but only Goku caught what happened next:

The ki struck Cell's hands, but instead of exploding, it sucked into him. Transmitting up through his body, it went into his head and formed up in the crown.

Vegeta, panting from his exertion, stared. Cell was hovering there, unharmed, and with even more power than before. A ball of glowing blue energy was hovering inside his crown: the Final Flash attack.

"You see, Vegeta, this is what I mean by infinite perfection. There is no try slignificant attack that you can mkae that I cannot counter or turn to my advantage. I-"

"Need to shut up." A double fist strike from Goku to Cell's head dome ripped the android out of the air and sent him hurling to earth. Far below the lookout, a cloud of dust rose where the android struck.

"To me!" Vegeta shouted. Goku, Eizel, and Dizel flew to their prince as Cell hurtled towards them. Stopping a few hundred feet away, the android grinned

"Touche. Quadra-maino-kai!" Cell began to bellow, much like he did as he was power up. However, he looked like he was in genuine pain.

"Ever hear of that attack?" Eizel enquired.

"Nope." Cell was reeling in the air, energy flashing around him. Suddenly, his sides split open. Two holes appeared in his carapace, about four inches below his armpits. Everyone could see the pulsating grey masses under the shattered armor. Goku stared. "He can't be-"

Cell roared one final time. The grey masses pulsed and popped, forming a second set of arms where they had been. The android ceased writing and looked down at his new limbs.

"Well, Goku, that hit was enough to make me drop the energy from the Final Flash. Let's see how you do against my little upgrade. You know, this is the first time I even strained myself."

In response, all four Saiyans hurled themslves at him. But where they had been able to connect before, Cell had suddely raised his power level. The four arms moved like lightning, blocking everything that the four of them could throw. Bored with the action, Cell flickered and vanished, appearing about a hundred feet away.

"You know, you should really see if those twins can achieve Super Saiyan. As it is, this is less than challenging." He glanced down at his arms. "Hmm. Four against four." Power rippled around him as his voice began to reverberate. Two fingers from all four hands rose to his forehad and began to glow. "Quad Beam Cannon..." he extended his arms "FIRE!"

The Saiyans scattered as Piccolo's Special Beam Cannon attack flew at each of them, bolstered by Cell's power. Goku dove forward, over the two rays and toward the android's face, twitching aside as the beam tracked up. Concentrating all of his power, the Super Saiyan struck, giving Cell a right to the chest.

*YES! I can feel him giving way- huh?* Goku stared as he felt a pressure on his hand, then gaped in shock. Cell had given way, alright- his armor had split open under Goku's fist, but the android had regenerated around it, trapping his hand. All four beam cannons stopped as Cell took stock of Goku's predicament. Goku glanced up to see Cell smiling. As the android raised his arms, Goku gave a mighty tug in a vain attempt to free himself.

Cell was having none of it. Lashing out with all four arms, he struck Goku with a quadruple karate chop across the chest. The Saiyan could feel his ribs shatter as his hand tore free and he went sailing down. Cell flickered out as the chest wound closed.


	7. Master Commands and Epilogue

Chapter 7: The Master Commands

Cell had vanished, but his quadruple Special Beam Cannon attack had scattered the Saiyans, who were regrouping. All except Goku, whose mangled form was being healed by Kami on the lookout.

"Thanks, Kami." Goku said as he sat up, body fixed. "Now do you see what I mean about Cell?"

Nods permiated the group. "I can't believe that he could be so evil!" Chao-tzu squeaked. "After he did all those things to help us, now he goes and does this! There's no sense to it!"

Suddenly, a shadow fell over Goku. He looked up to see the hulking form of Android 16. The Saiyan held up one hand. "Please. We can fight later, but if you don't want the earth blown up, you have to let me alone. I have to try and defeat Cell."

With one swift motion, the android grabbed Goku and set him back on his feet. "Go. Defeat Cell." he smiled. "I was created to destroy you, but I have decided not to- you do not deserve it."

Goku grinned. "Thanks." With that, he lifted off to see Dizel heading for his brother and Vegeta. As he passed by the lip of the Lookout, Goku saw something. "Dizel! Watch out!"

The Saiyan spun to see Infinite Cell rising behind him, all four arms drawn back. He spun and accelerated towards the group, as though seeking saftey in numbers.

But Cell had blindsided him, and was quick to take deadly advantage of the situation. Suddenly, he flew into action, synchronizing all four arms into a double Gatling Gun attack. There was nothing to do as the hail of energy overtook Dizel. Eizel stared in horror as his brother was buffeted around in the air, being quickly torn apart by the rain of power. Blood spurted out of his ruined back as Cell drew his hands back one last time. "Time to say goodbye."

With that, the android launched a double energy blast. Dizel, falling, had no way to defend himself. He died, his scorched body falling to the deck of the lookout.

Eizel roared. His brother had just been murdered in front of his eyes, and he was powering up. Suddenly, his hair flaired gold and stood on end.

Cell laughed again. "So, Eizel, I see i was able to jump-start you into Super Saiyan. Maybe I should kill everyone's brother. It would certianly make things more- interesting." His speech had been disruped by Eizel hurling himself at him, launching a flurry of blows. Cell was falling back on under the rage-filled attack, but he hadn't lost his smirk. Faster and faster the blows came, and faster and faster the upper set of amrs blocked. Suddenly, the lower set shriveled away, leaving only bare patches or armor. Cell's smirk grew wider. "Good. Your attack is powerful- so powerful that you broke my concentration, at least enough to loose control of the spare arms. However, rage alone is not ENOUGH." With the last bellowed word, the android hammered his fists down on Eizel's head, sending the new Super Saiyan hurling to the Lookout. Cell flared his wings and followed, moving in for the kill.

The android alighted on the lookout. The crowd parted as he moved towards Eizel, his hands glowing. "I see you know what's good for you."

He was five feet from Eizel when someone finally struck. Cell's arms were clamped to his side as he was pulled up in a bear hug by Android 16.

"16! What are you doing?"

"You cannot be allowed to continue, Cell. Everyone leave. Cell must be stopped, even if it means my destruction." Cell was writing in his grip, but so far he was holding fast as the Z fighters lifted off, Yamcha and Tien lifting Verrita and Eizel, who had reverted to normal Saiyan.

"Android 16," Cell spoke up again, his voice authoritative. "Master command: Terminate self-destruct, code AA-64/ ZZ20001/16. Authorization name: Charles Darnay. Time: 12 hours." 16 stiffened, a look of agony crossing his face. Suddenly, he went slack.

Cell flexed, straining as he forced his shoulders apart. There was a crack, then a burst of splintered metal and shattered electronics as he tore both of Android 16's arms from their sockets. Spinning around, he jammed a plam into the disarmed android's chest, sending him hurling back into one of the walls of the lookout. Power flaring around him, he lifted off towards the three waiting Super Saiyans.

Puar had alrady alighted next to the broken android as the battle above them recommenced. Cell was in high spirits, but the speed of the enraged Saiyans had caused the fight to degenerate into a slugfest.

"16!" she shouted into one ear. The big android stirred. "Please don't be dead! What did he do to you? Did something go wrong?"

16 smiled at her. "Yes. He used a Master Command on me. It's one of a set that Gero placed in his creations."

"Even Cell?"

"I do not believe so."

"Why wouldn't he? Gero was canny- he'd be afraid of Cell turning against him. Think!" Puar smacked him upside the head. "What are the commands? It can't hurt to try!"

"I do not know the commands. They're encrypted in my system, but my consciousness has no acess to them. In fact, I cannot recall the one that was just used. My system erased it."

"If we could just get the commands- I know! VEGEEEETAAA!" She squealed up at the sky. As if in response, Vegeta came crashing down, leaving a splinted crater as he hit. As he dragged himself to his feet, Puar jumped on him.

"Vegeta! I have a plan that can beat Cell!" *I hope.* she added mentally.

"Speak, feline! What is it?"

"There's commands that Gero hardwired into him. We don't have them, but they must be stored inside Android 16's system- otherwise he couln't recognize them.'

"Well, if we dont know what they are, we can't very well get at them, can we." He snarled at her turning, he started to lift off.

"BULMA CAN!" Puar squealed desperatly after him. "IF YOU CAN PATCH US INTO BULMA'S VIDPHONE, SHE CAN INTERFACE WITH HIM AND HACK HIS SYSTEM!"

Vegeta spun. "Why didn't you say so sooner? Where's the terminal?"

Up in the air, Goku stared as Vegeta ran inside the Lookout building with Puar and Android 16. *Is he abandoning us? Naah, can't be. Training, maybe?*

The questioning moment cost him dearly. Cell slammed him in the jaw then sup around, slicing his forearms open with his serrated wings. The android vanished as Eizel fired a blast at him. Goku hurled himself to intercept, but Cell was happy to oblige. The two of them erupted in hail of punches and kicks, Cell blocking everything and landing about one blow in three. Spent, Goku he pressed on. *How does he do this? He's just playing with us, I can feel it. How can we hurt him and make it stick?* Eizel appeared behind Cell as the two of them continued to pummel it out. The android moved with lightning speed as he dodged to the left and lashed out with both arms. Catching the two Super Saiyans' heads, he cracked them together, sending them both reeling.

"Come, come, you can do better than this." Cell taunted. "I havn't even broken a sweat! Surely there must be some Saiyan secret that you can throw at me." He glanced at the lookout. "Ah. Here he comes now. In the unlikely even that you three can scrape your act together, this could still be interesting."

Vegeta flew up to his beleagured comrades, a grimace plastered on his face.

"My prince!" Eizel shouted as he approached. "What can we do? Cell is so powerful scouters can't go that high."

Vegeta turned on him. "We fight on." he snarled. "Even if it is a losing battle, we must press on. It would be unbecoming of us to retreat, under any circumstances."

"Vegeta, what were you doing there? And should I ask the other to help?"

"Your friends, Kakarott, are far too pathetic to do anything against Cell. He would merely use them as target practice and shields until it ceased to amuse him, then he would destroy them. Inside- let's just say that the irritating feline and the woman have plan. I doubt it will suceed, but it would be foolish to dismiss it out of hand. A warrior must use everything he has when the situatuion gets desperate."

"If your football huddle is finished," Cell shouted "we can get back to the game. I already have my next play."

"Blitz?" Goku asked warily.

"Exactly."

The android flickered, reappering among them. One roundhouse sent all three reeling, and Cell quickly follwed up by pressing his advantage on Goku. Still reeling from the android's powerful hit, Goku could ffel himself faltering. The rain of blows was unceasing when, out of the corner of his eye, he saw Vegeta hurling towards Cell's back.

But the android's perception had grown strong. Not even pauing to look, he flipped his left hand over his shoulder and fired a ray from the index finger. Vegeta swirved violently, killing his momenum, but he wasn't able to fully dodge the premptive strike. Pain hit him like a hammer as the say laid open the skin on his right thigh. He charged at Cell again, despite his lost momentum, only to be batter away in Eizel by the wings. Cell was finally starting to make a serious investment, and was cleaning up as a direct result. Blood sprted from Goku and Vegeta as Cell slammed them together and hurled them towars the ground. Griing, he spun on Eizel, hands glowing. Not een bothering with the complexity of a Kamehameha wave, he unleashed amassive beam of pure energy straight at the Saiyan. Eizel's flesh started to scorch as he was caught by the beam, his body being ripped by the power that Cell was pummeling him with.

"Cell!" a droning voice amplified many times cut through the air. "Master Command: Flush programming, code DG-11/AL43434/00. Code name: Frederick Douglas." Android 16 was there, still short two limbs, but Cell was twitching in the air, trying to resist his programming. Suddenly, the Cell straightened up.

"Very good, Android 16. You've destroyed my programming. I'm still going to kill you all." Everybody's jaw dropped.

"Why?" Demanded Android 16. "Freed from your programming, you should have no motive to. After all, after you destroy eart, what will you do after that?"

"Why? Two reasons. First, to rid the universe of this insufferable prince," Cell glared at the exhasted Vegeta "Second, because I feel like it. I am immortal- as I result, I have no need to have any concern for consequences. I only hasten the inevitable."

"16!" Puar squeeked as the battle broke out again. It wasn't even a contest this time- Cell was pummeling all three Super Saiyans, playing with them like a cat plays with a mouse; letting them land a few hits, then returning with a devastating counterattack. "There must be another command you can use!"

"I'm not sure. Bulma?" He adressed the uplink in his own system.

"I'm here." Came Bulma's worried voice. "I've got good news and bad news. The good news is that I've unlocked the other commands- I'm transmitting them into your consciousness even as we speak. The bad news is that, at least in your system, there's a three-minute down time on the Commands. You have about...two and a half minutes before you can issue the next one. Erasing his programming didn't work, huh?"

"No. Which command should I use?"

"I don't know. There's dozens of them- I have to leave it to your discretion. Use whichever one we could use to put him out of action. Killing him isn't a requirement. Just decomission him, somehow."

There was a flash of white as Chaiotzu flew into the battle. Something went hurling towards Goku, who caught it. Senzu beans. Quickly swallowing one, he quickly distributed them to the other two Super Saiyans. Cell didn't move, allowing him to restore his allies.

"Finally. We can make this match interesting. As long as the beans hold out." The android smiled and rushed Vegeta.

*Goku!* Goku turned. No one. *In your head, idiot. It's Piccolo.*

*What?*

*You know that teleportation you used earlier? Could you get to Vegeta-sei with it?*

*I think so.*

*Good. I've been talking with Kami- we need the Dragonballs. Teleport to Bulma and have her get Vegeta's. I'll get ours.*

*Right.* Goku vanished.

"Kakarott! You coward!" Vegeta shouted at where Goku had been. Then the prince went realing as Cell struck him in the back.

"Vegeta, Vegeta, you're getting sloppy. Your mind must be wearing thin from this fight. Not that it was the picture of health to begin with." Cell laughed. "Goku simply knows what's good for him. What he doesn't know is that as soon as I'm finished with Earth, Vegeta-sei will be my next target."

"I WILL NOT ALLOW YOU!" Enegy flamed around Vegeta as he poured out a ki beam, catching Cell in the back. The android spun, and snarled on seeing the smouldering armour. "You recovered quickly, little man. Too bad it won't help you, now that you're in the big leagues."

Pausing only to knock Eizel aside, Cell launched a flurry of blows at Vegeta, only different this time. As Vegeta was buffeted in the rain of punches, everyone could see Cell's fists going faster. He was accelerating, each blow being dleivered faster then the last.

The cycle was broken by a well-aimed kick form Eizel, but the damage was done. Vegeata was floating towards the Lookout, lacking the strength to sustain flight- Goku had taken the Senzu beans with him. Eizel was being battered by Cell, now.

As Goku flicked into view, Cell vanished.

"Piccolo!" Goku was waving the seven-star Dragonball. "Do you have the others?"

"Right here." The namek unrolled his cape, dropping the other six in a bunch on the Lookout's patio. Just then his eyes bugged. "Goku! Watch out!"

It was too late. Having flown over a mile away, Infinite Cell had flown far to fast to be precieved at Goku. Even as the Saiyan turned, the android struck him. Headfirst. Goku was pinioned to the wall, impaled on Cell's crown. The android pulled back, letting the bleeding Goku slide down the wall. In one white hand, he held the Dragonball.

"So nice of you to set them up for me, Piccolo. Strike!" With that, he bowled it right into the others. There was a loud metalic clang as the balls bounced off each other, five being hurled off the Lookout by the force of cell's bowl. "Just to make sure you don't make any bothersome wishes- ah. Vegeta."

The haggared Saiyan prince, not even noticing the android, had come to rest not ten feet from him. The android flickered and appeared behind him. "Lookoing for a break form- this?" He rainsed both arms and hammered them down, Vegeta sit up blood as he fell to the floor, down for the count. Eizel was badly torn up, and Goku was still bleeding against the wall. Cell glanced around. "What? No more challengers? Then..." a ki ball formed in his hand "I guess I'll just have to end this."

"Cell. Master Command." Cell spun. Android 16 was there, with Piccolo hovering in front of him. "MB-49/DB77124/10. Code name: Robert Wolf." As the last word faded, Cell reeled, obviously fighting his programming. He fell to the floor as a spasm shot through his body. Then he lay still.

"What did you do?" Krillin asked, awestruck.

"I erased his memory. Quickly. Kami, please heal the Saiyans. Tien, Krillin, Yamcha, Chaiotzu, Puar- take Cell to the hyperbolic time chamber."

"WHAT?"

"Please. This is very important. As soon as his mind wakes up, he will subconsciously accept whatever you tell him. This command must have created by Gero as a way of reprogramming his androids without a computer. Please. He will believe whatever you tell him for the first hour or so, and we cannot risk Vegeta being allowed to program him."

Everyone rushed off to their tasks.

Epilogue

Cell had been reprogrammed into one of the Z fighters. It was now two weeks since their titanic battle with his Infinite form. While everyone else had been busiy, Piccolo had collected the Dragonballs and restored his and his teammates' mortality. Since the Dragonballs had been subsequently scattered, Vegeta's stranglehold on the Z fighters had been largly ended.

Dawn broke on the two-week anniversary of Cell's reprogramming to find Goku, Vegeta, Piccolo, and Cell standing on the lookout. Piccolo was the first to speak.

"So, Goku, you've decided to return to Vegeta-sei?"

Goku nodded. "Yup. I figured that my family is there, and I wouldn't want to mave them again- besides, I think that the Saiyns need me more than the humans will. After all, they've got you guys."

"Are you sure? You were always the leader, Goku- we'd be happy to have you back."

"Listen, Namek, Kakarott has already made up his mind. There's no use trying to change it for him."

"Lay off, Prince Vegeta. Piccolo, I'm not needed anymore. After my death, when you took charge by training Gohan, you really began to be the leader. All these years have cemented it. Besides, you can teach Cell more than I can; he's going to need guidance for those incredible powers of his."

Vegeta looked at the clock in his scouter. "Kakarott, we have ten minutes. Time to end this mush-fest."

"Right." The two Saiyans lifted off. "'Bye guys! I'll visit whenever I have time- Instant Transmission will really save on plane fare."

As the two of them sped off, Cell truned to Piccolo. "Will we be able to free earth?"

Piccolo felt the massive power raditaing from Cell, and smiled at the knowledge that he could only sense the tip of the iceberg. "I'd say we have a fighting chance."


End file.
